Exhibit 10.1
Execution Version
AMENDMENT NO. 2 TO
THE AMENDED AND RESTATED CREDIT AGREEMENT
This Amendment No. 2 to the Amended and Restated Credit Agreement, is dated as of October 30, 2018 (this “Amendment”), is among Regional Management Receivables, LLC, a Delaware limited liability company, as borrower (the “Borrower”), Regional Management Corp., a Delaware corporation, as servicer (the “Servicer”), Wells Fargo Bank, National Association (“Wells Fargo Bank”), as the sole lender, and Wells Fargo Securities, LLC, as administrative agent for the Lenders (the “Administrative Agent”), and relates to the Amended and Restated Credit Agreement, dated as of November 21, 2017, among the Borrower, the Servicer, the Lender, the Administrative Agent and Wells Fargo Bank, as account bank (in such capacity, the “Account Bank”), collateral custodian (in such capacity, the “Collateral Custodian”) and backup servicer (in such capacity, the “Backup Servicer”), as amended by Amendment No. 1 dated as of February 20, 2018 (collectively, the “Original Credit Agreement” and, as amended by this Amendment, the “Credit Agreement”),.
Capitalized terms used herein that are not otherwise defined shall have the meanings ascribed thereto in the Original Credit Agreement.
RECITALS
WHEREAS, pursuant to Section 15.01 of the Original Credit Agreement, no amendment, waiver or other modification of any provision of the Original Credit Agreement shall be effective without the written agreement of the Borrower and the Administrative Agent and the consent of the Required Lenders; provided, however, that no such amendment, waiver or other modification shall, without the written consent of all Lenders, amend certain definitions and provisions in the Original Credit Agreement;
WHEREAS, Wells Fargo Bank, as the sole Lender, constitutes all Lenders and consents to this Amendment; and
WHEREAS, the parties hereto desire to amend the Original Credit Agreement on the terms and in the manner set forth herein.
NOW, THEREFORE, in reliance upon the foregoing facts and in consideration of the mutual agreements of the parties hereto, the parties hereby agree as follows:
Section 1.01.Amendment. Effective as of the date hereof, and subject to the satisfaction of the conditions precedent set forth in Section 1.03 hereof, the Original Credit Agreement is hereby amended as follows:
(a) Clause (ii) in the definition of “Level I Effective Date Receivables Trigger Event” appearing in Section 1.01 of the Original Credit Agreement is hereby deleted and replaced with the following:
(ii) with respect to (A) the September 2018 Collection Period, the application of the Extension Ratio is hereby waived, (B) the October 2018 Collection Period, theone-month Extension Ratio exceeds 7.25%, (C) the November 2018 Collection Period, the
